Common use of Effect of Termination of Employment on Compensation Clause in Contracts

Effect of Termination of Employment on Compensation. Impairment and Death, Cause, Resignation without Good Reason and election by Executive not to renew the Initial Term or any Renewal Term (a) If Executive’s employment hereunder shall terminate for any reason described in Section 3.2(a) (Impairment), 3.2(b) (Death), 3.2(c) (Cause), pursuant to Executive’s resignation other than for Good Reason, or by Executive’s election not to renew the Initial Term or any Renewal Term in accordance with Section 3.1, then all compensation and all benefits to Executive hereunder shall terminate contemporaneously with such termination of employment, except that Executive shall be entitled to: (i) payment of all accrued and unpaid Base Salary to the Date of Termination; (ii) except in the case of a termination under Section 3.2(c) (Cause), any unpaid Annual Bonus for the calendar year ending prior to the Date of Termination, which amount shall be payable in a lump-sum on the date such annual bonuses are paid to executives who have continued employment with the Company (but in no event later than March 15th of the calendar year following the calendar year to which such Annual Bonus relates); (iii) reimbursement for all incurred but unreimbursed expenses for which Executive is entitled to reimbursement in accordance with Section 4.5; and (iv) benefits to which Executive is entitled under the terms of any applicable benefit plan or program (other than any severance plan or program). (b) In addition, if Executive’s employment hereunder is terminated pursuant to Section 3.2(a) (Impairment) or

Effect of Termination of Employment on Compensation. Impairment and Death, Cause, Resignation without Good Reason and election by Executive not to renew the Initial Term or any Renewal Term (a) If Executive’s employment hereunder shall terminate for any reason described in Section 3.2(a) (Impairment), 3.2(b) (Death), 3.2(c) (Cause), pursuant to Executive’s resignation other than for Good Reason, or by Executive’s election not to renew the Initial Term or any Renewal Term in accordance with Section 3.1, then all compensation and all benefits to Executive hereunder shall terminate contemporaneously with such termination of employment, except that Executive shall be entitled to: (i) payment of all accrued and unpaid Base Salary to the Date of Termination; (ii) except in the case of a termination under Section 3.2(c) (Cause), any unpaid Annual Bonus for the calendar year ending prior to the Date of Termination, which amount shall be payable in a lump-sum on the date such annual bonuses are paid to executives who have continued employment with the Company (but in no event later than March 15th of the calendar year following the calendar year to which such Annual Bonus relates); (iii) reimbursement for all incurred but unreimbursed expenses for which Executive is entitled to reimbursement in accordance with Section 4.5; and (iv) benefits to which Executive is entitled under the terms of any applicable benefit plan or program (other than any severance plan or program). (b) In addition, if Executive’s employment hereunder is terminated pursuant to Section 3.2(a) (Impairment) oror 3.2(b) (Death), subject to the Executive’s or Executive’s representative’s or estate’s, as applicable, delivery, within 30 days (or 45 days if the Company determines necessary and set forth in the Release (defined below)) after the date of such termination of employment, of an executed release substantially in the form of the release attached as Appendix A (the “Release”) and subject to Executive’s or Executive’s representative’s or estate’s, as applicable, compliance with all of the surviving provisions of this Agreement and non-revocation of the Release, the Executive’s outstanding equity awards that were granted on or after the Effective Date shall be treated as follows, unless the applicable award agreement provides for more favorable treatment: (i) any sign-on or one-time special equity awards that were not awarded to the Executive as part of the Company’s annual LTIP, shall fully vest as of the Date of Termination, (ii) any equity awards granted as part of the annual LTIP that vest solely based on continued employment or service that would have, but for the termination of the Executive’s employment, vested in the 12 months immediately following the Date of Termination, shall vest as of the Date of Termination, (iii) awards that vest solely or in part based on performance goals: (A) for a termination of employment during the performance period, such awards shall be deemed earned at the target level of performance and a pro-rata number of awards shall vest based on the number of full and partial months the Executive was employed within the performance period over the number of total months in the performance period; and (B) for a termination of employment following the end of a performance period applicable to an award, any awards earned during the performance period shall fully vest.